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Strategies & Market Trends : Three Amigos Stock Thread -- Ignore unavailable to you. Want to Upgrade?

To: JoeinIowa who wrote (22648)	12/5/2000 11:06:58 PM
From: Ken W	Respond to of 29382

Joe: BLUE: Found it..man what a confusing mess this is <GGG> It appears the stock has to trade for 20 days double over the orginal offer price of 17...then only certain percentages of restricted stock may be sold. Lock-Up Agreements A total of 239 of our stockholders have entered into lock-up agreements in connection with this offering accounting for 60,199,038 shares of our common stock outstanding. These lock-up agreements provide that these persons will not offer, sell, contract to sell, grant any option to purchase or otherwise dispose of our common stock or any securities exercisable for or convertible into our common stock owned by them for a period of 180 days after the date of this prospectus without the prior written consent of Goldman, Sachs & Co. or as described below. Goldman, Sachs & Co. has advised us that it has no present intention to release any of the shares subject to the lock-up agreements prior to the expiration of the lock-up periods described below. These lock-up agreements do not restrict the transfer of shares of our common stock purchased under the directed share program in connection with this offering or in the open market following the date of this prospectus. 68 If our stock price is greater than twice the initial public offering price per share for the time periods set forth below, then a percentage of the securities subject to lock-up agreements will be released from the transfer restrictions of the lock-up agreements at the time set forth below. Time Period Amount Released Time Released ---------------------------------------------------------------------------------- 20 of the 40 consecutive 15% of the securities The 90th day after the trading days ending on subject to lock-up date of this prospectus. the last trading day agreements as of the date of preceding the 90th day this prospectus. after the date of this prospectus. ---------------------------------------------------------------------------------- 20 of the 40 consecutive An additional 20% of the The 120th day after the trading days ending on securities subject to lock- date of this prospectus. the last trading day up agreements as of the date preceding the 120th day of this prospectus. after the date of this prospectus. Trying to time this would be a night mare...but it did make for some interesting reading. The company has never made money, 3 customers account for 48% of the rev's. They have no patents on any software and license part of what they do have from third parties. (BEA Systems is one of them) They advertize, using a company that one of the directors just happens to be the CEO of and pay him 722K for advertizing...LOL This thing stinks to high heaven!!!! Ken